|
☐
|
Rule 13d-1(b)
|
|
☐
|
Rule 13d-1(c)
|
|
☒
|
Rule 13d-1(d)
|
CUSIP No. 10316T104
|
SCHEDULE 13G |
Page 2 of 15
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
General Atlantic LLC
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
0
|
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
SHARED DISPOSITIVE POWER
0
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
o |
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
|
|
12
|
TYPE OF REPORTING PERSON
OO
|
CUSIP No. 10316T104
|
SCHEDULE 13G |
Page 3 of 15
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
General Atlantic GenPar, L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
0
|
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
SHARED DISPOSITIVE POWER
0
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
o |
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
|
|
12
|
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 10316T104
|
SCHEDULE 13G |
Page 4 of 15
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
General Atlantic Partners 90, L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
0
|
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
SHARED DISPOSITIVE POWER
0
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
o |
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
|
|
12
|
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 10316T104
|
SCHEDULE 13G |
Page 5 of 15
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
GAP Coinvestments CDA, L.P.
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
0
|
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
SHARED DISPOSITIVE POWER
0
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
o |
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
|
|
12
|
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 10316T104
|
SCHEDULE 13G |
Page 6 of 15
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
GAP Coinvestments III, LLC
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
0
|
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
SHARED DISPOSITIVE POWER
0
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
o |
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
|
|
12
|
TYPE OF REPORTING PERSON
OO
|
CUSIP No. 10316T104
|
SCHEDULE 13G |
Page 7 of 15
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
GAP Coinvestments IV, LLC
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
0
|
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
SHARED DISPOSITIVE POWER
0
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
o |
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
|
|
12
|
TYPE OF REPORTING PERSON
OO
|
CUSIP No. 10316T104
|
SCHEDULE 13G |
Page 8 of 15
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
GAPCO Management GmbH
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Germany
|
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
0
|
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
SHARED DISPOSITIVE POWER
0
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
o |
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
|
|
12
|
TYPE OF REPORTING PERSON
OO
|
CUSIP No. 10316T104
|
SCHEDULE 13G |
Page 9 of 15
|
1
|
NAME OF REPORTING PERSON OR
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
GAPCO GmbH & Co. KG
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) o
(b) o
|
3
|
SEC USE ONLY
|
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Germany
|
NUMBER OF
SHARES
BENEFICIALLY OWNED
BY EACH REPORTING
PERSON
WITH
|
5
|
SOLE VOTING POWER
0
|
6
|
SHARED VOTING POWER
0
|
|
7
|
SOLE DISPOSITIVE POWER
0
|
|
8
|
SHARED DISPOSITIVE POWER
0
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
0
|
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
o |
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
0.0%
|
|
12
|
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 10316T104
|
SCHEDULE 13G |
Page 10 of 15
|
Item 1.
|
(a)
|
NAME OF ISSUER
|
Box, Inc. (the “Company”).
|
||
(b)
|
ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES
|
|
900 Jefferson Ave.
Redwood City, California 94063
|
||
Item 2.
|
(a)
|
NAMES OF PERSONS FILING
|
|
(i)
|
General Atlantic LLC (“GA LLC”);
|
(ii)
|
General Atlantic GenPar, L.P. (“GA GenPar”);
|
|
(iii)
|
General Atlantic Partners 90, L.P. (“GAP 90”);
|
|
(iv)
|
GAP Coinvestments CDA, L.P. (“CDA”);
|
|
|
(v)
|
GAP Coinvestments III, LLC (“GAPCO III”);
|
(vi)
|
GAP Coinvestments IV, LLC (“GAPCO IV”);
|
|
(vii)
|
GAPCO Management GmbH (“GmbH”);
|
|
(viii)
|
GAPCO GmbH & Co. KG (“KG”);
|
(b)
|
ADDRESS OF PRINCIPAL BUSINESS OFFICE
|
CUSIP No. 10316T104
|
SCHEDULE 13G |
Page 11 of 15
|
(c)
|
CITIZENSHIP
|
|
(i)
|
GA LLC - Delaware
|
(ii)
|
GA GenPar - Delaware
|
|
(iii)
|
GAP 90 - Delaware
|
|
(iv)
|
CDA - Delaware
|
|
|
(v)
|
GAPCO III - Delaware
|
(vi)
|
GAPCO IV - Delaware
|
|
(vii)
|
GmbH - Germany
|
|
(viii)
|
KG - Germany
|
(d)
|
TITLE OF CLASS OF SECURITIES
|
(e)
|
CUSIP NUMBER
|
Item 3.
|
|
IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b) OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS:
|
Item 4.
|
|
OWNERSHIP.
|
CUSIP No. 10316T104
|
SCHEDULE 13G |
Page 12 of 15
|
Item 5.
|
OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
|
Item 6.
|
OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
|
Item 7.
|
IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY
|
Item 8.
|
IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
|
Item 9.
|
NOTICE OF DISSOLUTION OF GROUP
|
Item 10.
|
CERTIFICATION
|
CUSIP No. 10316T104
|
SCHEDULE 13G |
Page 13 of 15
|
Exhibit 1.
|
Joint Filing Agreement as required by Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended (previously filed).
|
CUSIP No. 10316T104
|
SCHEDULE 13G |
Page 14 of 15
|
GENERAL ATLANTIC LLC
|
||||
By:
|
/s/ Thomas J. Murphy
|
|||
Name:
|
Thomas J. Murphy
|
|||
Title:
|
Managing Director
|
|||
GENERAL ATLANTIC GENPAR, L.P.
|
||||
By:
|
General Atlantic LLC, its General Partner
|
|||
By:
|
/s/ Thomas J. Murphy
|
|||
Name:
|
Thomas J. Murphy
|
|||
Title:
|
Managing Director
|
|||
GENERAL ATLANTIC PARTNERS 90, L.P.
|
||||
By:
|
General Atlantic GenPar, L.P., its General Partner
|
|||
By:
|
General Atlantic LLC, its General Partner
|
|||
By:
|
/s/ Thomas J. Murphy
|
|||
Name:
|
Thomas J. Murphy
|
|||
Title:
|
Managing Director
|
CUSIP No. 10316T104
|
SCHEDULE 13G |
Page 15 of 15
|
GAP COINVESTMENTS CDA, L.P.
|
||||
By: General Atlantic LLC., its General Partner
|
||||
By:
|
/s/ Thomas J. Murphy
|
|||
Name:
|
Thomas J. Murphy
|
|||
Title:
|
Managing Director
|
|||
GAP COINVESTMENTS III, LLC
|
||||
By:
|
General Atlantic LLC, its Managing Member
|
|||
By:
|
/s/ Thomas J. Murphy
|
|||
Name:
|
Thomas J. Murphy
|
|||
Title:
|
Managing Director
|
|||
GAP COINVESTMENTS IV, LLC
|
||||
By:
|
General Atlantic LLC, its Managing Member
|
|||
By:
|
/s/ Thomas J. Murphy
|
|||
Name:
|
Thomas J. Murphy
|
|||
Title:
|
Managing Director
|
|||
GAPCO MANAGEMENT GMBH
|
||||
By:
|
/s/ Thomas J. Murphy
|
|||
Name:
|
Thomas J. Murphy
|
|||
Title:
|
Managing Director
|
|||
GAPCO GMBH & CO. KG
|
||||
By:
|
GAPCO Management GmbH, its General Partner
|
|||
By:
|
/s/ Thomas J. Murphy
|
|||
Name:
|
Thomas J. Murphy
|
|||
Title:
|
Managing Director
|
Name
|
Business Address
|
Citizenship
|
William E. Ford
(Chief Executive Officer)
|
55 East 52nd Street
32nd Floor
New York, New York 10055
|
United States
|
J. Frank Brown
(Chief Operating Officer)
|
55 East 52nd Street
32nd Floor
New York, New York 10055
|
United States
|
Thomas J. Murphy
(Chief Financial Officer)
|
600 Steamboat Road
Greenwich, Connecticut 06830
|
United States
|
Gabriel Caillaux
|
23 Savile Row
London W1S 2ET
United Kingdom
|
France
|
Andrew Crawford
|
55 East 52nd Street
32nd Floor
New York, New York 10055
|
United States
|
Alex Crisses
|
55 East 52nd Street
32nd Floor
New York, New York 10055
|
United States
|
Steven A. Denning
(Chairman)
|
600 Steamboat Road
Greenwich, Connecticut 06830
|
United States
|
Michelle Dipp
|
55 East 52nd Street
32nd Floor
New York, New York 10055
|
United States
|
Mark F. Dzialga
|
600 Steamboat Road
Greenwich, Connecticut 06830
|
United States
|
Martin Escobari
|
55 East 52nd Street
32nd Floor
New York, New York 10055
|
Bolivia and Brazil
|
Pamela Fang
|
Suite 1704, 17/F Alexandra House
18 Chater Road
Central, Hong Kong
China
|
United States
|
Wai Hoong Fock
|
Asia Square Tower 1
8 Marina View, #41-04
Singapore 018960
|
Singapore
|
Name
|
Business Address
|
Citizenship
|
Aaron Goldman
|
23 Savile Row
London W1S 2ET
United Kingdom
|
United States
|
David C. Hodgson
(Vice Chairman)
|
55 East 52nd Street
32nd Floor
New York, New York 10055
|
United States
|
René M. Kern
|
55 East 52nd Street
32nd Floor
New York, New York 10055
|
United States and Germany
|
Jonathan C. Korngold
|
55 East 52nd Street
32nd Floor
New York, New York 10055
|
United States
|
Christopher G. Lanning
|
55 East 52nd Street
32nd Floor
New York, New York 10055
|
United States
|
Anton J. Levy
|
55 East 52nd Street
32nd Floor
New York, New York 10055
|
United States
|
Sandeep Naik
|
Level 19, Birla Aurora
Dr. Annie Besant Road
Worli, Mumbai 400 030
India
|
United States
|
Joern Nikolay
|
Maximilianstrasse 35b
80539 Munich
Germany
|
Germany
|
Name
|
Business Address
|
Citizenship
|
Andrew C. Pearson
|
600 Steamboat Road
Greenwich, Connecticut 06830
|
United States
|
Shantanu Rastogi
|
Level 19, Birla Aurora
Dr. Annie Besant Road
Worli
Mumbai 400 030
India
|
India
|
David A. Rosenstein
|
55 East 52nd Street
32nd Floor
New York, New York 10055
|
United States
|
Paul Stamas
|
55 East 52nd Street
32nd Floor
New York, New York 10055
|
United States
|
Graves Tompkins
|
55 East 52nd Street
32nd Floor
New York, New York 10055
|
United States
|
Robbert Vorhoff
|
55 East 52nd Street
32nd Floor
New York, New York 10055
|
United States
|
Chi Eric Zhang
|
Unit 2707 Tower S2
Bund Finance Centre
No. 600
Zhongshan Dong Er Road
Huangpu District
Shanghai, 200010
China
|
Hong Kong SAR
|